Vancouver, British Columbia--(Newsfile Corp. - October 14, 2026) - Badlands Resources Inc. (TSXV: BLDS) (FSE: 2KV) ("Badlands" or the "Company") is pleased to announce, further to its June 12, 2026 and September 28, 2026 news releases, that it has closed its non-brokered private placement through the issuance of 11,975,021 units of the Company ("Units") at an issue price of $0.27 per Unit for total gross proceeds of $3,233,255 (the "Placement"). Each Unit consists of one (1) common share of the Company (a "Share") and one (1) non-transferable share purchase warrant (a "Warrant"), with each Warrant exercisable to acquire one (1) additional Share at a price of $0.45 for a period of two years from the date of issue, provided that after the expiry of all regulatory hold periods on the Warrants, if the closing price of the Shares on the TSX Venture Exchange (the "TSXV") exceeds $0.65 for five (5) consecutive trading days at any time (the "Acceleration Event"), the Company shall have the right, but not the obligation, to accelerate the expiry date of the Warrants to 4:30 p.m. (Vancouver time) on the date that is 30 calendar days after the Company provides notice to the holders of the Warrants of such acceleration.

All securities issued under the Placement are subject to a hold period expiring February 14, 2027.

The Company paid finder's fees consisting of $33,242 and issued finders an aggregate of 123,120 Shares and 246,240 share purchase warrants, each such warrant exercisable into one Share for a period of two years from the date of issue at a price of $0.27 per Share.

The Company intends to use the net proceeds of the Placement to extinguish debt, for new property acquisitions, including the Goliath property located in the District of Kenora, Northwestern Ontario (the "Goliath Property"), and for general working capital.

Debt Settlement

The Company also announces, further to its news release of June 12, 2026, that it has settled (the "Debt Settlement") $500,000 worth of debt through the issuance of 1,851,846 Shares (the "Debt Settlement Shares") at a deemed price of $0.27 per Share. The Debt Settlement Shares are subject to a hold period expiring February 14, 2027. Through the Debt Settlement, non-arm's length parties (the "Related Party Creditors") received an aggregate of 1,111,112 Debt Settlement Shares in settlement of $300,000 of debt owing by the Company. The issuance of Debt Settlement Shares to the Related Party Creditors constituted a "related party transaction" for the Company, as such term is defined in Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101"), and the Company relied on exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 respectively contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101, as neither the fair market value of the Debt Settlement Shares issued to the Related Party Creditors nor the consideration for such Shares exceeded 25% of the Company's market capitalization.

Completion of the Goliath Property Acquisition

The Company is also pleased to announce that, further to its news releases issued on September 26, 2025, May 26, 2026, and September 28, 2026, the Company has closed its acquisition of a 100% interest in the Goliath Property from Laxmi Resources Inc. ("Laxmi"). The acquisition was completed pursuant to the terms of a property purchase agreement dated as of September 24, 2025, between the Company and Laxmi (the "Purchase Agreement"). The Goliath Property is located in the Atikwa Lake area of the Kenora Mining Division, northwestern Ontario, approximately 70 km southeast of Kenora.

Pursuant to the Purchase Agreement, the Company acquired the Goliath Property, which comprises 97 contiguous single-cell mining claims totaling approximately 2,050 hectares (the "Transaction"), for aggregate cash consideration of $200,000, payable on closing the Transaction.

In connection with the Purchase Agreement, the Company assumed Laxmi's obligation to pay a 2% net smelter return royalty on the Goliath Property to Blackwidow Geological Services Inc. ("Blackwidow") (the "NSR Royalty"), with the Company retaining the right to buy back one-half of the NSR Royalty (1%) for an aggregate payment to Blackwidow in the amount of $1,000,000 (the "Buy-Back Right").

The Transaction was not an "arm's-length transaction" and therefore constituted a "reviewable transaction" pursuant to TSXV Policy 5.3, as Nav Dhaliwal, Executive Chairman and a director of the Company, is an insider of Laxmi. No finders' fees were paid in connection with the Transaction, and no new insiders or control persons were created. The Transaction remains subject to the final acceptance of the TSXV.

Bella Property Sale Update

The Company also confirms that it continues to pursue completion of the previously announced sale of its Bella property (the "Bella Sale"). Completion of the Bella Sale remains subject to receipt of all requisite approvals, including the approval of the TSXV and approval of shareholders of the Company. As of the date hereof, all such approvals remain pending. There is no guarantee that the Bella Sale will be completed as proposed or at all. For further information respecting the Bella Sale, please see the Company's news releases dated June 2, 2025, October 21, 2025, May 26, 2026, and September 28, 2026.

This news release does not constitute an offer to sell or solicitation of an offer to sell any securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

On Behalf of the Board of Directors
BADLANDS RESOURCES INC.
R. Dale Ginn, President and CEO

Neither the TSX Venture Exchange nor its Regulation Services Provider (as such term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Cautionary Note regarding Forward-Looking Statements

Statements contained in this press release that are not historical facts are "forward-looking information" or "forward-looking statements" (collectively, "Forward-Looking Information") within the meaning of applicable Canadian securities legislation and the United States Private Securities Litigation Reform Act of 1995. Forward-Looking Information includes, but is not limited to, statements respecting: the use of proceeds from the Placement; the completion of the Bella Sale and the conditions thereto, including receipt of all requisite approvals; and the receipt of final TSXV acceptance of the Transaction. The words "anticipate," "expect," "intend," "may," "will" and similar expressions are intended to be among the statements that identify Forward-Looking Information. Forward-Looking Information is subject to known and unknown risks, uncertainties and other factors that may cause actual results to differ materially from those implied by the Forward-Looking Information. In preparing the Forward-Looking Information in this news release, the Company has applied several material assumptions, including, but not limited to, assumptions that: general business and economic conditions will not change in a materially adverse manner; all requisite regulatory approvals, including TSXV approval, will be received for each of the Transaction and the Bella Sale; shareholder approval will be obtained for the Bella Sale; and all requisite information will be available in a timely manner. Factors that may cause actual results to vary materially include, but are not limited to: failure to obtain shareholder approval for the Bella Sale; failure to obtain requisite regulatory approvals for each of the Transaction and the Bella Sale; the Bella Sale not being completed as proposed or at all; inaccurate assumptions concerning the exploration for and development of mineral deposits; currency fluctuations; unanticipated operational or technical difficulties; risks related to unforeseen delays; general economic, market or business conditions; regulatory changes; timeliness of regulatory approvals; the risks of obtaining necessary licenses and permits; changes in general economic conditions or conditions in the financial markets; and the inability to raise additional financing. Readers are cautioned not to place undue reliance on this Forward-Looking Information. The Company does not assume the obligation to revise or update this Forward-Looking Information after the date of this release or to revise such information to reflect the occurrence of future unanticipated events, except as may be required under applicable securities laws.

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Source: Badlands Resources Inc.